Settlement. It is agreed that each Lender’s funded portion of the Advances is intended by the Lenders to equal, at all times, such Lender’s Pro Rata Share of the outstanding Advances. Such agreement notwithstanding, Agent, Swing Lender, and the other Lenders agree (which agreement shall not be for the benefit of Borrowers) that in order to facilitate the administration of this Agreement and the other Loan Documents, settlement among the Lenders as to the Advances (including the Swing Loans and the Protective Advances) shall take place on a periodic basis in accordance with the following provisions:

Settlement. It is agreed that each Lender’Lender's funded portion of the AdvancesRevolving Loans is intended by the Lenders to equal, at all times, such Lender’Lender's Pro Rata Share of the outstanding Advances.Revolving Loans. Such agreement notwithstanding, Agent, Swing Lender, and the other Lenders agree (which agreement shall not be for the benefit of Borrowers)Borrower) that in order to facilitate the administration of this Agreement and the other Loan Documents, settlement among the Lenders as to the Advances (includingRevolving Loans, the Swing LoansLoans, and the Protective Advances)Advances shall take place on a periodic basis in accordance with the following provisions:

Settlement. It is agreed that each Lender’s funded portion of the AdvancesRevolving Loans is intended by the Lenders to equal, at all times, such Lender’s Pro Rata Share of the outstanding Advances.Revolving Loans. Such agreement notwithstanding, Agent, Swing Lender, and the other Lenders agree (which agreement shall not be for the benefit of Borrowers) that in order to facilitate the administration of this Agreement and the other Loan Documents, settlement among the Lenders as to the AdvancesRevolving Loans (including the Swing Loans and the ProtectiveExtraordinary Advances) shall take place on a periodic basis in accordance with the following provisions:

Settlement. It is agreed that each Lender’Lender’s funded portion of the AdvancesRevolving Loans is intended by the Lenders to equal, at all times, such Lender’Lender’s Pro Rata Share of the outstanding Advances.Revolving Loans, subject to [Sections 2.3(b), 2.3(c) and 2.3(d)])])]. Such agreement notwithstanding, Agent, Swing Lender, and the other Lenders agree (which agreement shall not be for the benefit of Borrowers)Borrowers or any other Loan Party) that in order to facilitate the administration of this Agreement and the other Loan Documents, settlement among the Lenders as to the Advances (includingRevolving Loans, the Swing LoansLoans, and the Protective Advances)Extraordinary Advances shall take place on a periodic basis in accordance with the following provisions:

Settlement. It is agreed that each Lender’s funded portion of the AdvancesRevolving Loans is intended by the Lenders to equal,be equal at all times,times to such Lender’s Pro Rata Share of the outstanding Advances. Such agreement notwithstanding,Revolving Loans. Notwithstanding such agreement, Agent, Swing Lender,Wells Fargo and the other Lenders agree (which agreement shall not be for the benefit of or enforceable by Borrowers) that in order to facilitate the administration of this Agreement and the other Loan Documents, settlement among the Lendersthem as to the Advances (includingRevolving Loans, the SwingNon-Ratable Loans and the Protective Advances)Agent Advances shall take place on a periodic basis in accordance with the following provisions:

In determining whether a Lender’s funded portionbalance of the Advances (including Swing Loans and Protective Advances) is intended by the Lenders to equal, at all times,less than, equal to, or greater than such Lender’s Pro Rata Share of the outstanding Advances. Such agreement notwithstanding, Agent, Swing Lender, and the other Lenders agree (which agreement shall not be for the benefit of Borrowers) that in order to facilitate the administration of this Agreement and the other Loan Documents, settlement among the Lenders as to the Advances (including the Swing Loans and the Protective Advances) shall take place onas of a periodic basisSettlement Date, Agent shall, as part of the relevant Settlement, apply to such balance the portion of payments actually received in accordancegood funds by Agent with respect to principal, interest, fees payable by Borrowers and allocable to the following provisions:Lenders hereunder, and proceeds of Collateral.

Agent shall request settlement (“Settlement”) with the Lenders on a weekly basis, or on a more frequent basis, upon the reasonable request of Borrower Agent or, otherwise, if so determined by Agent # on behalf of Swing Lender, with respect to the outstanding Swing Loans, # for itself, with respect to the outstanding Protective Advances, and # with respect to Borrowers’ or their Subsidiaries’ Collections or payments received, as to each Lender’s funded portionby notifying the Lenders by telecopy, telephone, or other similar form of transmission, of such requested Settlement, no later than ​ (Eastern time) on the Business Day immediately prior to the date of such requested Settlement (the date of such requested Settlement being the “Settlement Date”). Such notice of a Settlement Date shall include a summary statement of the amount of outstanding Advances, Swing Loans, and Protective Advances for the period since the prior Settlement Date. Subject to the terms and conditions contained herein (including [Section 2.3(g)]): # if the amount of the Advances (including Swing Loans and Protective Advances) made by a Lender that is intended by the Lenders to equal, at all times,not a Defaulting Lender exceeds such Lender’s Pro Rata Share of the outstanding Advances. Such agreement notwithstanding, Agent,Advances (including Swing Lender,Loans and Protective Advances) as of a Settlement Date, then Agent shall, by no later than ​ (Eastern time) on the other Lenders agree (which agreement shall not be forSettlement Date, transfer in immediately available funds to a Deposit Account of such Lender (as such Lender may designate), an amount such that each such Lender shall, upon receipt of such amount, have as of the benefitSettlement Date, its Pro Rata Share of Borrowers) that in order to facilitate the administration of this Agreement and the other Loan Documents, settlement among the Lenders as to the Advances (including the Swing Loans and Protective Advances), and # if the amount of the Advances (including Swing Loans and Protective Advances) made by a Lender is less than such Lender’s Pro Rata Share of the Advances (including Swing Loans and Protective Advances) as of a Settlement Date, such Lender shall take placeno later than ​ (Eastern time) on a periodic basisthe Settlement Date transfer in accordanceimmediately available funds to Agent Payment Account, an amount such that each such Lender shall, upon transfer of such amount, have as of the Settlement Date, its Pro Rata Share of the Advances (including Swing Loans and Protective Advances). Such amounts made available to Agent under [clause (2)] of the immediately preceding sentence shall be applied against the amounts of the applicable Swing Loans or Protective Advances and, together with the following provisions:portion of such Swing Loans or Protective Advances representing Swing Lender’s Pro Rata Share thereof, shall constitute Advances of such Lenders. If any such amount is not made available to Agent by any Lender on the Settlement Date applicable thereto to the extent required by the terms hereof, Agent shall be entitled to recover for its account such amount on demand from such Lender together with interest thereon at the Defaulting Lender Rate.